SpiderMan: The Beyonder's Labyrinth
by ReadingTrance
Summary: The Beyonder tests Spider-Man again, but this time it's to see if he can survive against a labyrinth of Batman's greatest foes. Who will he face? Will he find Batman or other allies along the way? Read to find out.
1. Scales and Poison

Disclaimer: This is your ordinary disclaimer. Batman and all of his characters belong to DC Comics, while Spider-Man and his fellow characters belong to Disney and Marvel. I do not in any way own any of the characters used in this story.

**Chapter 1: Scales and Poison**

Madame Web sat in her usual throne-like chair. The chair had a spider theme to it, just like her red robe with a white arachnid design that ran all the way to her feet.

"It's time for you to face new challenges, according to the Beyonder. He has more tests for you."

She was telepathically communicating with him. Neither of them had any awareness of their current surroundings, simply just the never ending darkness around them.

He looked right at her. "New tests? Didn't I prove myself to him already?"

"Of course you did. But Spider-Man, when will you learn that these tests go beyond just you?"

Spider-Man usually had wisecracks to make with every reply, but not when it came to Madame Web. He respected Madame Web and took her too seriously. However, his nature sometimes got the best of him.

"Beyond just me? Sounds like a bad pun." He said with a smile under his mask.

Madame Web flashed one of her rarely seen sly smiles. Spider-Man got more smiles out of her than anyone. He wasn't sure if she was smirking at his stupidity, cuteness or if she just simply found him hilarious. The latter was very, very unlikely.

"What was your first test about, dear boy?"

Peter Parker shrugged his shoulders. "The eternal struggle between good and evil? Or maybe the Beyonder just likes to see heroes and villains battle it out."

"Your first answer was correct. Now the Beyonder wants to see if the struggle is the same between different dimensions."

"Different dimensions? You mean that I get to meet the other Spidermen again?"

"No, no. You are going to encounter some new..." She paused. "Friends."

"That pause scares me. Madame Web, you don't pause for dramatic effect for no reason."

She gave him another one of her smiles. "How right you are. Goodbye, Spider-Man. And good luck."

Immediately, Spidey snapped back to reality. However, it wasn't the reality he was previously in. Before communicating with Madame Web, he was on the rooftop of The Daily Bugle ready to sell new Spider-Man pictures to J. Jonah Jameson. But now, he was in a large and completely empty white room.

"Already? Didn't even give me time to get ready. You're lucky I brought plenty of web fluid." Peter was unsure if the Beyonder could hear him, but he thought he'd give it a try anyways.

In front of him was a solid white door with sign above it that said '_this way_' with an arrow pointing downwards. Spider-Man slowly walked towards the door, asking a sarcastic question in his head along the way.

_Which..way...do...I...go?_

He paused between words as he looked around the room, hoping to find something else. After reaching the door, he turned the doorknob and pulled the door open. Strangely, the Beyonder's familiar voice echoed inside of his head.

"This is Killer Croc. Kill or incapacitate him, or simply survive long enough to move on. Good luck."

Spidey noticed a giant crocodile-human looking creature in front of him. His green scaly muscles were bulging. It was another rather empty room, with some metal support beams randomly lying on the ground. There were also some more support beams attached from wall-to-wall above them.

Spider-Man stared straight up at him. "Nice to see that other dimensions have their own version of The Lizard."

"Who are you?" The deep gravelly voice asked.

Peter gulped. "The Amazing Spider-Man?"

The crocodile flashed his large, sharpy, white teeth. "I was told to kill you."

Killer Croc swung his arm at Spider-Man, who's spider sense allowed him to simply roll under it.

Killer Croc turned slightly to face him. "You're fast."

"And you're slow." Spider-Man shot web at the monster's eyes.

Croc screamed in pain as he clawed at his eyes to remove the webbing. Spider-Man shot some web up at the ceiling and swung towards the creature's head, kicking him at full force. However, Killer Croc barely moved, stopping the Wall Crawler in his tracks. Croc reached up, still half blind, and grabbed Spider-Man. Instinctively, he angrily threw him across the room into a wall.

Killer Croc had finally removed the webbing from his eyes and charged at Spider-Man. The Web-Head quickly hoisted himself up to the support beams above. Croc reactively grabbed one of the beams on the ground and tossed it towards Spider-Man. Spidey watched as it missed, denting one of the ceiling beams and falling back to the ground.

"You missed. Alligators aren't very good at throwing things, are they?" Spider-Man mocked him.

Croc roared as he threw another beam, this time knocking off several of the ceiling beams. The vibration caused Spider-Man to lose his balance and fall, but he fired webbing upwards and quickly recovered, hanging upside-down as he stared at Croc.

Spidey poked at Killer Croc some more. "How's it hanging?"

Croc picked up another beam, but this time didn't throw it.

"Piñata time!" Croc shouted as he swung the beam at Peter.

Spider-Man let go of his webbing and dropped to the ground. As Killer Croc followed through with his swing, Spider-Man began to unload his webbing on the creature's legs. Croc still stood, but was now unable to move. He began to try and break free.

The Wall Crawler readied himself to attack some more, but then his spider sense started going crazy. He looked around quickly, but then felt himself begin to freefall as the floor beneath him disappeared. Peter and Croc both fell into a running stream of water in a sewer like tunnel. Several of the beams fell on top of Killer Croc, and he was nowhere to be seen as Peter quickly attached himself to one of the walls.

_Giant crocodile and water. This is bad._

Spider-Man briefly looked around for Killer Croc before beginning to crawl down the tunnel, following the flowing water since he knew it had to end somewhere. Then, he saw some bubbles in the water. His spider sense flashed as Killer Croc emerged from the water, jumping right at him. Spidey flipped over Killer Croc, clinging to the other side of the tunnel as the monster bounced off of the wall.

Croc fell back into the stream, splashing water everywhere. The water hit Spidey and the wall he was hanging on, causing him to lose his grip and fall into the water.

_I need to get out of this water. I'm helpless in here._

Spider-Man struggled to get his head back above the water as the current pulled him. He reached a hand out to attach it back to the wall, but then was pulled back under the water by Killer Croc. He felt Croc begin to squeeze him as he wiggled to escape his grasp. However, Peter couldn't do it. He was stuck.

Luckily, the two of them reached the end of the tunnel as they were dumped into another room. Spidey slipped from Croc's grip as he rolled several feet away. Spider-Man breathed deeply as he got back to his feet. The floor was wet, but had several grates in it for the water to escape.

"Well, it's nice to finally have some company."

Spider-Man looked up to see a man wearing a black mask over his mouth, altering his voice to sound somewhat robotic.

The Beyonder's voice entered Peter's head again. "This is Bane."

Spider-Man noticed Killer Croc begin to stand as he asked Bane a question. "And what are your powers, Mr. Bane?"

"Powers? I do not wield any powers. I am just the perfect human being." He remarked.

"So then why do you hide behind a mask?"

"That is none of your business, Spider-Man." Bane answered.

"Were you told to squash this bug too?" Croc asked.

He let out a laugh. "I was told to squash both of you. And so I shall."

Bane walked towards Killer Croc slowly, since he was the closer of the two. Croc flashed his white teeth again as he swung his fist at Bane. Quickly, Bane lifted his left hand and caught Croc's punch, twisting his arm until he was on his knees. He then took his right hand and delivered a powerful blow to Killer Croc's skull, knocking him to the ground.

Bane then turned to Peter. "Your turn, Spider-Man."

_Are you kidding me? I thought the crocodile was strong._

Spidey quickly unloaded some web in Bane's direction. It wrapped around the masked man's upper body, but his legs kept moving.

"Are you going to fight me with no arms?" Spidey asked Bane.

Bane giggled as he approached before quickly ripping his arms out of the webbing. Peter knew his limits, so he quickly returned to the ceiling. Shortly after, he noticed that the support beams from the previous room had come clanking into the room.

Bane looked up at him. "The Beyonder mentioned you might try to do that."

"Now he's giving you tips?" Spider-Man asked.

"Not just tips." Bane pulled out a small metal container from his pocket.

"What's that?"

"You see, I used to pump venom into my body to give myself extraordinary strength. I swore I'd never do that again. However, the Beyonder has supplied me with a new venom."

Bane opened the container, allowing an all-too-familiar black symbiote to bond with him.

Spider-Man was shocked. "Are you kidding me? I swear the Beyonder wants me to die. He keeps bringing this symbiote back."

Bane now resembled one of Spidey's greatest foes, Venom. He was covered in the black symbiote with a white symbol of his mask covering his chest. In fact, he looked exactly like Venom.

Bane launched several strands of web at Spider-Man, putting holes in the ceiling as Spidey dodged them. Spider-Man shot web at Bane, launching himself right at his enemy. Peter again did his double kick move, doing a back-flip after contact to land back on his feet. Bane stumbled backwards, but then fired a shot of web at Spider-Man. Spidey went flying across the room, into the wall, as the web held him hostage against the wet wall.

"This new power is incredible." His robotic voice was gone.

He marched towards Peter.

"Are you stuck? Do you need a hand getting down?" Bane asked.

Spider-Man noticed Killer Croc beginning to slowly get back to his feet.

"The Beyonder is a very interesting being. I hope to possess his power one day. For now, this venom will do."

Spider-Man hopelessly tried to free himself. "Dr. Doom tried that once. It didn't go so well."

"Dr. Doom? I do not know of this doctor. However, I doubt his power was as great as mine."

Killer Croc groggily began to move towards them. Bane had stopped right in front of Spidey. He pulled his fist back and punched Spider-Man right in the stomach.

Bane snarled at Spider-Man. "What are your thoughts on the topic?"

Spider-Man took a moment to answer. "Maybe?"

"Wrong answer." Bane pulled his arm back to hit Spider-Man again.

Killer Croc quickly knocked Bane aside. As Croc chased after Venom-Bane, Spider-Man felt the webbing around him begin to loosen from the wet wall. He wriggled until he was finally free. Quickly, he returned to the ceiling again, allowing the two monsters to battle it out. Peter normally wasn't a coward, but these two creatures were simply monsters. The two muscle giants exchanged blows as Peter ran some thoughts through his head.

_Why am I here? Who are these people? Where am I going from here?_

All were questions that couldn't be answered. The Beyonder was the only one with answers, but Spider-Man hadn't even seen him yet. He had only heard his voice introduce these creatures.

"You cannot stop me. I am too strong for all." Bane said as Killer Croc feebly tried to fight him off.

Bane delivered a kick to Croc's chest, sending him flying backwards.

"And you!" Bane snapped his attention to Spider-Man. "No more hiding."

He fired a quick strand of web at Spider-Man. This time, Spidey couldn't dodge it as he caught him in the chest. It was much harder to dodge when his spider sense didn't work, which was useless against the symbiote. Bane pulled him from the ceiling towards him, delivering a right elbow to Peter's chin upon impact. After letting out a roar of dominance, Bane slowly stepped towards the wounded Spider, who was laying near the metal support beams.

"You're not as tough as I thought. The Bat puts up a better fight than you do, and he is a mere human."

_The Bat?_

Spider-Man pushed himself onto one knee, watching as Bane leisurely approached. Under his mask, Peter licked his bleeding lip clean. Feebly, Spidey fired webbing at his enemy to try and slow him down. Venom-Bane simply absorbed the attacks, remaining completely unaffected.

"Time for me to finish you." Bane said as he stood above Spider-Man.

He extended his webbing to grab one of the support beams, pulling it into his grip. Spidey quickly got to his feet and rolled off to the side.

Bane still slowly chased after him. "There is no use in running, Spider-Man. Your fate is inevitable."

_I know exactly what to do._

Peter walked over by the other fallen support beams.

"Bring it, lucha libre." He said confidently.

The Venomous Bane flashed a smile has he swung the beam at Spider-Man. Quickly, Peter rolled out of the way, forcing Bane to strike one of the other beams laying on the ground. The vibrations from the impact surged through the beam all the way into Bane's hands.

"Ah!" He screamed in pain as the symbiote quickly left his body and scurried away.

Spidey took advantage of Bane's weakened state, quickly picking up one of the beams and swinging it with full force. Bane flew backwards, landing hard on his back. After waiting several seconds and realizing that he wasn't moving, Spider-Man carefully checked his pulse. Bane was definitely knocked unconscious.

"Home," Peter took a deep breath, "run."

He then glanced over and noticed Killer Croc still hadn't moved. All of the sudden, the symbiote crawled up Peter's leg and attached itself to him, turning his outfit into the black spider suit.

_Normally I would be freaking out right now, but I might need you if I'm going to survive this labyrinth. So for now, you're my ally._

"They're both incapacitated. Time for me to move on, Mr. Beyonder."

The Beyonder immediately answered. "Turn around."

The Wall Crawler turned around to find another door similar to the one in the first room. Peter did a few quick stretches for his own amusement before deciding it was time to move on.


	2. Scaredy Cat

**Chapter 2: Scaredy Cat**

Spider-Man walked over to the door and opened it. After entering the next room, he again examined the scenario quickly.

This room was divided in half by a wall of see through glass. Spider-Man knocked on it to discover it was bulletproof.

_There'll be no getting through here._

On each side of the glass, there were two doors. Shortly after Peter entered the room, one of the doors on the other side of the glass opened.

_Felicia?_

Into the room walked the Black Cat. She turned to see Spider-Man and then approached the glass.

He could read her lips as she asked, "Spider-Man?"

_This glass must be soundproof._

"Are you okay?" He mouthed to her.

She nodded her head in response.

Then, Peter heard a door open from behind him. Making an entrance through the same door he had used was another woman in a cat costume.

"Meow. And who are you?" She asked as she seductively made her way over to him.

"Just your friendly neighborhood Spider-Man."

"I'm loving the outfit." She ran her finger down his chest.

Peter nervously stepped back. "And you are?"

"Catwoman." She replied with a smile.

Spider-Man turned around to find Black Cat talking to someone else. It was a man wearing some sort of bat suit.

_All of the freaks are in here._

Catwoman then asked. "Batman is here too?"

Out of nowhere, a metal wall dropped from the ceiling, blocking off the glass.

The Beyonder's voice echoed in Peter's head again. "Move on, Spider-Man."

Spider-Man turned back around to find Catwoman still staring at him.

"Why are you here?" He asked her.

"I'm not sure. One second I'm stealing a painting worth thousands and the next second I'm here in this random room. I was told to find Spider-Man."

"And were you told to help me or kill me?"

Catwoman shrugged her shoulders. "He wasn't really clear on that."

_No point in making more enemies than I have to._

Peter took a couple steps forward before speaking. "Well, I'm going through that door. You can come if you want."

"Sure thing, Spider-Man." Catwoman followed behind him.

Spidey walked towards the door, eventually entering into a new room. At first, it seemed much like the room he had begun in. However, as he kept walking, it slowly changed shape around him. Spider-Man turned around to find that Catwoman was no longer with him.

After turning back around and blinking for a split second, he found himself on the streets of New York.

_What? How'd I get back here?_

"Somebody stop him!" He heard a man from across the street yell.

Peter noticed a robber running across the street towards him with a bag of money in one hand and a gun in the other. Spider-Man quickly shot his web at him and pulled the criminal towards him.

"Stealing is illegal." Spidey quipped.

"Who are you?" The man asked, completely terrified.

"Are you serious?" Spider-Man cocked his head in amazement.

"Put me down!" The robber shouted at him.

"As you wish." Peter said as he tossed him aside.

Then, the criminal accidentally fired a shot from his gun.

_Oh, crap. Forgot about the gun._

Spider-Man quickly snatched the gun with some webbing.

"You have to be careful with dangerous toys like that." Peter then webbed up the robber to the point that he couldn't move.

"Somebody call an ambulance!" A woman to Spider-Man's right yelled.

Spidey quickly looked over and ran in the woman's direction to find a man lying on the ground. After getting a closer look, Peter couldn't believe what he was seeing. It was Uncle Ben, bleeding from his chest.

_I killed him? No. This can't be._

Then a heinous voice echoed from behind him. "Hello, Wall Crawler. Nice black suit."

Peter turned around to face the voice, only to find himself on top of a suspender on the George Washington Bridge. Peter looked upwards and found the Green Goblin on his glider flying high above him.

_Where am I now? How is this happening?_

"Goblin? What is this?" He shouted at his nemesis, searching for answers.

"I have your girl and you'll never save her." The Goblin's screechy laugh followed.

Spider-Man was suddenly suffering a hard case of déjà vu. He saw some blonde hair up ahead, hanging off the edge of one of the bridge's towers.

"No, no, no. This isn't happening." Spider-Man closed his eyes for a brief moment as he shook his head in disbelief.

"I finally have you beat. It's time for you to die, Spider-Man. Or should I say Peter?"

Peter Parker had seen this all before. The blonde hair belonged to a woman that he had once loved, Gwen Stacy. Gwen was kidnapped by the Goblin years ago after Norman Osborn remembered who Peter really was. Spider-Man tried to rescue Gwen, only to witness her death as he stopped her freefall towards the water below.

"You won't take her again!" Spider-Man shouted as he shot his web at the Green Goblin.

The Green Goblin dodged the incoming attack, pulling out a couple of pumpkin bombs from his bag.

The bombs were not the same as they normally were, though. Peter could quite place his finger on it, but they looked different.

As the Green Goblin tossed the bombs at Spider-Man, his spider sense didn't go off, and as a result was caught in the explosion. Spidey quickly recovered, firing his web at the tower to swing on top of it.

"Gwen." He muttered, looking at his unconscious love.

He then heard the Green Goblin's voice again. "Bye, bye, Spider."

After glancing upwards, he saw more incoming pumpkin bombs. Without having enough time to react, he was again caught in the explosion. Gwen and Peter both went flying off of the tower towards the water below. Spider-Man used one arm to shoot his webbing at the tower and the other to web Gwen. With his black suit, he was able to wrap his webbing around Gwen without snapping her neck. Spider-Man then swung back onto the bridge, pulling Gwen into his arm. He laid her on the ground and checked her pulse, only to find there wasn't one.

_No. No. How? How is this happening? I saved her this time. I made sure of it._

The Green Goblin's horrible laugh returned along with the familiar pumpkin bomb barrage. Peter instinctively covered Gwen's body, but quickly felt the heat of the explosions and was sent flying backwards. Spider-Man was lying on the ground in immense pain.

"Snap out of it!" Peter heard a familiar voice yell as he received a kick to the stomach.

He rolled over and looked upwards to find Catwoman standing over him.

"Snap out of it, Arachnid."

"What is going on?" Spider-Man clenched his aching head.

Catwoman hesitated to respond. "Scarecrow."

Peter looked up at her. "Scare-what?"

"He's some mad doctor-type crazy man, using toxics to make your biggest fear come to life."

Out of nowhere, Spider-Man's spider sense went off like crazy. Peter immediately rolled forwards to dodge any possible incoming attacks, while turning around to look behind him. There was nothing there.

"What are you doing?" Catwoman asked confused.

"I could've sworn..."

"What?"

_These toxics must be messing with my spider sense._

"Nothing." Peter said, noticing another door with a sign and an arrow. "Let's move on as quickly as we can."

"Sure. Just make sure you don't go crazy enough to be accepted into Arkham."

"Arkham?" Spider-Man asked as they began to walk towards the door.

"It's kind of like an insane asylum for crazies like Scarecrow, the Mad Hatter, Bane and Joker."

"Bane? I faced off against him earlier."

Catwoman glanced over at Spider-Man. "He's here too? Who else?"

"Killer Croc. That's it so far. However, if I know the Beyonder, there's plenty more to come."

The two of them reached the door and entered a hallway. They followed the direction it led them, turning when necessary. Thoughts began to rush through Peter's head.

_I wonder if this labyrinth is ever going to end. Hell, I wonder if I can even survive it. According to Catwoman, there's plenty more baddies that the Beyonder can sick on me. I need to find Felicia. And I need to find the Bat. Maybe they can help us out of here._

After several moments of silence as Spidey pondered his thoughts, Catwoman spoke up.

"So, where are you from anyways? Are you an alien or something, like Superman?"

He laughed. "An alien? No way. I'm considered a mutant by some. I was your average ordinary everyday kid before being bit by a radioactive spider that gave me these powers. I was born and raised in New York."

Peter's spider sense went off again. He crouched as he looked around, ready to avoid any danger. However, it was just another false alarm.

"These toxins are messing with my spider sense."

Catwoman ignored his last comment. "I've been to New York and I've never heard of you."

Spider-Man shrugged his shoulders. "Well, I'm from a different dimension. I guess that New York just happens to exist in both of our worlds."

"What about Gotham City? Do you have your own version of that too?"

"Gotham? Never heard of it." Peter replied.

"Peter! Over here!" A voice shouted from around the corner.

"Do you hear that?" Spidey asked Catwoman.

She looked at him worriedly. "Hear what?"

"I think it's Harry."

Spider-Man jogged around the corner to find Harry Osborn, his best friend, clenching a wound on his right arm.

"Harry, what happened?"

"Venom..." He struggled to speak.

Immediately, Venom jumped down from above in front of Spider-Man. Suddenly, Peter's surroundings transformed into a jungle.

"Look, you've got a bit of me on you." Venom mocked Peter's black suit with his scary alien voice, followed by his signature insane tongue hanging out laugh.

_This may just be a hallucination, but I could die if I don't take this seriously._

"Eddie? What are you doing?" Peter asked, trying to get through to the man Venom possessed.

"Eddie's not here anymore!" Venom shouted angrily. "I'm going to finally kill you. Welcome to the jungle, Peter."

Venom lunged at Spider-Man, who reactively jumped and attached himself to a nearby tree trunk. Venom turned and swung at the tree, putting a hole in it as Peter again dodged the attack.

"This isn't real." Peter said as he climbed up a tree, away from Venom.

"Real enough for me." Venom replied as he climbed up after him.

Spidey shot his web at another tree, quickly trying to swing away from Venom. However, his enemy still followed close behind him. Peter stopped swinging, turning around in mid-air to try and create a giant net made of webbing to catch the ensuing Venom. Unfortunately for Peter, Venom smashed right through the attempt to slow him down.

_I thought this suit would help me against Venom. Apparently not in a hallucination, though._

Spider-Man was now standing on the ground, staring upwards at a falling Venom. Peter rolled out of the way as Eddie came crashing down to the ground. Venom swung one of his arms at Spider, connecting with his shoulder. Strangely, it had stabbed Spider-Man, causing a bleeding wound.

Peter closed his eyes and looked downwards as he instinctively grabbed at his shoulder in pain. When he looked back up he saw a strange man, that was obviously dressed like a scarecrow, standing over him with a bloodied scythe. Spidey was back in another one of those empty rooms that the hallway must have led him to.

"Wakey, wakey, Spider!" The man screamed as he swung his scythe, laughing menacingly.

Spider-Man quickly ducked below the attack. He then used his suit to pull the crazy doctor towards him, kicking him to the ground. Afterwards, Spidey fired webbing at Scarecrow, sticking him to the ground.

Then, out of the corner of his eye he saw movement. Peter turned to his right and saw Catwoman swinging at nothing.

_I'll help her in a bit. I have more pressing matters._

"Run out of crows to scare? Had to move on to cats and spiders?" Peter asked as he walked towards Scarecrow, who was stuck on the floor in Spidey's webbing.

"I was getting tired of scaring bats and birds."

Spider-Man shook his head. He barely knew what the man was talking about.

"What's that on your belt?" Peter asked, noticing pumpkin bombs.

Scarecrow answered without hesitating. "These are my fear gas bombs. Why do you ask?"

"Because they look like..." Spider-Man paused. "Never mind. You're incapacitated. It's time for me to move on."

Peter turned back to Catwoman, who was still acrobatically fighting off invisible enemies. He glanced over at his shoulder, which had stopped bleeding. The suit seemed to have patched itself up and healed him.

"Cat!" Spider-Man yelled as he approched.

She didn't respond.

"Feline sidekick!" He again shouted.

Still no reply.

Spidey fired his webbing at her, wrapping Catwoman up and pulling her towards him.

"Your turn to snap out of it." He said after reeling her in.

"What?" She asked, seemingly back in reality. "Damn it! It happened again." She said disappointedly.

"I got the lunatic, though. We should be able to move on now."

The Beyonder's voice returned right on cue. "Turn around."

Spider-Man turned around, along with Catwoman, to find another magically appearing door.

"How long is this going to go on for?" Selina Kyle asked, as she cocked her head sideways.

"Forever. And ever. And ever." Spider-Man started walking towards the door. "And ever. And ever. And ever."

**I hope you enjoyed the second chapter. It was a very interesting one to write. I know the fight with Scarecrow might be a bit disappointing, but once you get past his fear gas, he isn't really a match for Spider-Man (especially with the black suit). Just wait until the next chapter. Thanks for reading.**


	3. Flip of the Coin

**Chapter 3: Flip of the Coin**

Spider-Man entered the next room, with Catwoman following closely behind him. On the floor was a drawing of a coin. The left side resembled an American quarter's 'heads' side, while the right side was similar to the 'tails' side of the coin.

"Two-Face." Catwoman mumbled.

"He sounds pretty bad." Spider-Man glanced over at her.

She smirked. "He looks worse than he sounds."

"Oh, do I?" A voice echoed from in front of them.

Peter raised his head to find Harvey Dent standing in front of them, pointing a pistol in their direction. The left side of his face was mostly charred skin and bone, while the other side seemed somewhat human.

"Harvey." Selina smiled at him.

_Hey, she was right about him looking pretty bad._

Spidey quickly fired web at Two-Face's gun and pulled it out of his hand without a shot going off.

"Well, that was easy." Peter said as threw the gun in the air, webbing it to the ceiling.

"Damn it!" Dent shouted.

Peter looked back at Two-Face. "That must have been really painful. Do you have problems drinking and eating? I mean, with missing half your face and all everything must just fall right out."

Harvey ignored his comment, pulling a quarter out of his pocket. He smiled, with half of his face, and flipped the coin in the air.

"Heads." He said.

"What does heads mean exactly?" Peter asked curiously.

Two-Face continued smiling. "The League of Shadows."

Peter's spider sense went crazy as he leaped out of the way, barely dodging a razor sharp blade. Catwoman, however, wasn't as quick as she received a wound in her side and fell to one knee.

"Are you okay?" Peter asked as he reacted to the situation, rolling towards Selina.

"I'll live." Catwoman grunted as she pushed herself back onto her feet.

Surrounding the two of them were about ten ninja assassins from the League of Shadows.

"I am Ra's al Ghul, leader of the League of Shadows. And you, Spider, are my newest enemy."

Spider-Man hesitated. "Why can't we just be friends?"

"Greater powers have told me what my duties are here. And I will complete them."

Several enemies tossed throwing stars at Peter, but he dodged them in various fashions while returning fire with webbing. The remaining enemies ran at him with more sharp objects, swinging them in his generally direction.

Spider-Man tumbled over the first attacker, leading into a kick in another's chest. Peter then performed a leg sweep on two charging assassins. As another one swung a katana downwards, Spidey rolled to his right, only to find Ra's lifting a scimitar to swing at him. Luckily for Peter, a snapping whip grasped Ra's wrist and pulled him backwards.

"No...you...don't." Catwoman struggled to speak as she clenched at her wound with her off-hand.

_No time to thank her. Better get back into the fight._

Spider-Man quickly hopped back to his feet. He dodged several more attacks while delivering solid counter blows, leaving Ra's as the last man standing.

"You're a much more worthy opponent than the detective." Ra's calmly stated.

"Why, thank you." Spider-Man replied, taking several deep breaths.

"Tell me, where did you acquire such powers?"

"Eh, you know, radioactive spider bite mixed with a little bit of black alien symbiote." Peter replied.

"Interesting. We shall meet again, Spider." Ra's then dropped a smoke pellet, somehow disappearing from the room.

Now the only person left in the room, aside from Peter and Selina, was Harvey Dent.

"Ah, damn it." Two-Face said, looking at his two foes.

"Hey, Dent. I have a question that has just really been bugging me during my near death experience with the League of Shadows." Spider-Man paused as he slowly walked towards Two-Face. "Can you whistle?"

"What's with all of these jokes? What kind of hero are you?"

"One that likes to somewhat enjoy my extremely dangerous job." Peter replied as he incapacitated Dent with some webbing.

Once Two-Face was no longer moving, both Spider-Man and Catwoman took a moment to catch their breaths. The encounter with the League of Shadows had taken a lot of energy out of them, leaving them both tired and injured.

"Do we ever get a break? I'm getting kind of thirsty." Peter said as he took a seat on the ground.

"That was pretty impressive." Catwoman slowly walked towards him, still covering her fresh wound with her hand.

"Well," Spider-Man looked up at her, "You did save my life. So, without you, there wouldn't have been much impressing. Just a mess to clean up."

Once again, the Beyonder entered Peter's head. "Move on."

"Fine." Peter mumbled as he got back to his feet, noticing a door to his right.

Catwoman followed behind him. "I wonder what's next."

"Surely another bunch of psychopaths ready to kill both of us." Peter used his web to propel himself towards the door.

"Most likely."

Spider-Man landed in front of the door with Catwoman close behind. He slowly pushed it open to find two familiar faces on the other side.

"Spider-Man, I presume." The Dark Knight glared at him with Black Cat standing by his side.

"That would be me. However, you're going to have to help me out with what you go by." Peter stared back at the Bat.

"Spidey, this isn't the time for jokes." Black Cat calmly said.

"Hey, Bats." Catwoman smiled as she walked towards him.

"Well, what comes next?" Peter asked the group.

Batman was the first to reply. "I'm not sure. I assume we will shortly be given further instructions."

And right on cue, the Beyonder answered. "All of you, move on."

"And there's another door." Peter disappointedly said as a door appeared.

"What's the point of all of this?" Felicia, the Black Cat, asked.

"You know, the eternally struggle between good and evil across different dimensions. The Beyonder likes to play with his toys."

"I don't enjoy being anyone's toys." Catwoman replied.

Felicia answered. "None of us do, but we have to press on to get out of this mess."

"Who have you had to face-off against?" Bruce asked Peter and Selina.

"Well, my first test was against a giant crocodile and an enhanced version of your pal Bane. That was before I met up with Catwoman."

"And then," Selina continued, "came Scarecrow, Two-Face and the League of Shadows."

"I'm impressed you're still alive." Batman plainly said.

Peter then asked Bruce the same question. "And who have you battled?"

"A rhino, a scorpion, an octopus and a vulture."

Spider-Man laughed. "So, basically every animal there is?"

Bruce nodded in response as the group of four reached the next door.

"So, since we're all together now, does this mean that we're nearing the end?" Felicia asked.

"Hopefully." Selina chipped in.

Bruce Wayne took lead as he grasped the door's handle and opened the door.

_And here...we...go._

_**This was a slightly shorter chapter and took a lot longer than the first two. Hopefully I can get the fourth one out more quickly. It's just tough because I'm working on several stories at once, so bare with me. Thanks for reading. Hope you enjoyed.**  
_


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